Skip to main content
See the whole filing, with its images and exhibits
Contents

Cover page

Show cover page

As filed with the Securities and Exchange Commission on March 13, 2025

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

o SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number:1-14728

LATAM Airlines Group S.A.

(Exact name of registrant as specified in its charter)

LATAM Airlines Group S.A.Republic of Chile
(Translation of registrant’s name into English)(Jurisdiction of incorporation or organization)

Presidente Riesco 5711, 20 th Floor

Las Condes

(Address of principal executive offices)

Andrés del Valle

Tel.:56-2-2565-3844 E-mail: InvestorRelations@latam.com

Presidente Riesco 5711, 20 th Floor

Las Condes

(Name, telephone, e-mail and/or facsimile number and address of company contact person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

None

Securities registered or to be registered pursuant to Section 12(g) of the Act:

Title of each class:Trading SymbolName of each exchange on which registered:
American Depositary Shares (as evidenced by American Depositary Receipts), each representing 2,000 shares of Common Stock, without par value“LTM”New York Stock Exchange
Common Stock, without par value“LTM”Santiago Stock Exchange

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:604,437,877,587.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x Noo

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yeso No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x Noo

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x Noo

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated filer xAccelerated filer oNon-Accelerated filer o
Emerging Growth Company o

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

†The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. x

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. o

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP oInternational Financial Reporting Standards as issued by the International Accounting Standards Board xOther o

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow:

Item 17 o Item 18 o

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yeso Nox

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yesx Noo

TABLE OF CONTENTS

PRESENTATION OF INFORMATIONv
FORWARD LOOKING STATEMENTSvii
GLOSSARY OF TERMSix
PART I1
ITEM 1IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS1
ITEM 2OFFER STATISTICS AND EXPECTED TIMETABLE1
ITEM 3KEY INFORMATION1
A.Reserved1
B.Capitalization and Indebtedness1
C.Reasons for the Offer and Use of Proceeds1
D.Risk Factors1
ITEM 4INFORMATION ON THE COMPANY24
A.History and Development of the Company24
B.Business Overview25
C.Organizational Structure57
D.Property, Plant and Equipment58
ITEM 4A.UNRESOLVED STAFF COMMENTS59
ITEM 5OPERATING AND FINANCIAL REVIEW AND PROSPECTS59
A.Operating Results59
B.Liquidity and Capital Resources73
C.Research and Development, Patents and Licenses, etc.79
D.Trend Information81
E.Critical Accounting Estimates82
ITEM 6DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES82
A.Directors and Senior Management82
B.Compensation86

i

C.Board Practices87
D.Employees89
E.Share Ownership91
F.Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation91
ITEM 7MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS91
A.Major Shareholders92
B.Related Party Transactions94
C.Interests of Experts and Counsel95
ITEM 8FINANCIAL INFORMATION95
A.Consolidated Financial Statements and Other Financial Information95
B.Significant Changes102
ITEM 9THE OFFER AND LISTING102
A.Offer and Listing Details102
B.Plan of Distribution103
C.Markets103
D.Selling Shareholders103
E.Dilution103
F.Expenses of the Issue103
ITEM 10ADDITIONAL INFORMATION103
A.Share Capital103
B.Memorandum and Articles of Association103
C.Material Contracts113
D.Exchange Controls124
E.Taxation127
F.Dividends and Paying Agents136
G.Statement by Experts136

ii

H.Documents on Display136
I.Subsidiary Information136
ITEM 11QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS137
ITEM 12DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES141
A.Debt Securities141
B.Warrants and Rights141
C.Other Securities141
D.American Depositary Shares141
PART II144
ITEM 13DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES144
ITEM 14MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS144
ITEM 15CONTROLS AND PROCEDURES144
A.Disclosure Controls and Procedures144
C.Attestation Report of the Registered Public Accounting Firm144
D.Changes in Internal Controls over Financial Reporting145
ITEM 16RESERVED145
ITEM 16A.AUDIT COMMITTEE FINANCIAL EXPERT145
ITEM 16B.CODE OF CONDUCT145
ITEM 16C.PRINCIPAL ACCOUNTANT FEES AND SERVICES145
ITEM 16D.EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES146
ITEM 16E.PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS146
ITEM 16F.CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT146
ITEM 16G.CORPORATE GOVERNANCE146
ITEM 16H.MINE SAFETY DISCLOSURE149

iii

ITEM 16I.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS149
ITEM 16J.INSIDER TRADING POLICIES149
ITEM 16K.CYBERSECURITY MANAGEMENT AND STRATEGY149
ITEM 17FINANCIAL STATEMENTS153
ITEM 18FINANCIAL STATEMENTS153
ITEM 19EXHIBITS154

iv

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.